FG Nexus Inc. filings document material-event disclosures for a Nevada issuer with common stock and 8.00% Cumulative Preferred Stock, Series A listed on Nasdaq. Recent Form 8-K reports cover preferred-stock dividends, share repurchase activity, reverse stock split and authorized-share changes, bylaw amendments affecting stockholder meeting quorum, and shareholder voting or governance matters.
The company’s regulatory record also includes disclosures about its digital asset treasury and real-world asset tokenization strategy, capital structure, operating and financial results, and completed asset-disposition activity involving its former reinsurance division. Regulation FD exhibits and other 8-K items provide formal records of press releases, security-rights modifications, and board-approved corporate actions.
FGC is asking stockholders to vote at a virtual annual meeting on November 30, 2026. Holders of record on October 1, 2026 may vote; 4,594,068 common shares were outstanding on that date. Proposals include electing eight directors, ratifying BPM LLP as auditor for 2026, advisory approval of named executive compensation, and a non-binding advisory vote on say-on-pay frequency. The Board recommends an annual say-on-pay vote.
The company states it exited its digital assets business as of June 30, 2026; Maja Vujinovic’s employment and Board service ended then, and the Board decided not to fill the vacancy. BPM was appointed on December 10, 2025, after Haskell & White resigned effective December 9; the company reported no disagreements or reportable events with Haskell & White during 2024 and subsequent interim periods through its resignation. The 2025 compensation table lists CEO D. Kyle Cerminara’s total compensation as $1,398,739, including $1,023,750 in stock awards.
FG Nexus Inc. will change its name to FG Communities Holdings Inc. effective at market open on September 28, 2026. It has filed a Certificate of Amendment with the Nevada Secretary of State. On The Nasdaq Stock Market, its Common Stock symbol will change from FGNX to FGC, and its Series A Preferred Shares symbol from FGNXP to FGCPP.
FG Nexus Inc. (symbol: FGNX) is the issuer of record for a Form 8-K filing submitted to the SEC.
FG Nexus Inc. (FGNX) announced that its Board, following a recommendation from a Special Committee of independent directors, approved a strategy to acquire affordable housing communities and to make a $10 million investment in FG Communities, Inc., a privately held operator of manufactured housing communities.
The $10 million investment is expected to represent about 10% of FG Communities’ outstanding common stock. FG Communities has a portfolio of 96 communities with over 4,000 home sites either owned or pending acquisition and will remain separately managed. The strategy advances FG Nexus’s transition into a real estate operating company focused on land-lease affordable housing communities, with acquisitions to be funded using cash, debt financing and issuances of common stock.
The company plans to change its name to FG Communities Holdings, Inc. and to change its Nasdaq ticker symbols from FGNX to FGC for the common stock and from FGNXP to FGCPP for the 8.00% Cumulative Preferred Stock, Series A, subject to corporate filings and Nasdaq confirmation. Management estimates the total addressable U.S. affordable housing community market exceeds $500 billion.
FG Nexus Inc. (FGNX) reported substantial progress on its common and preferred stock repurchase programs. Through September 14, 2026, it has repurchased approximately 4.0 million common shares for about $48.0 million, representing 46% of the common shares outstanding immediately before the program; common shares outstanding are now 4,707,615.
The company has also repurchased approximately 275,000 preferred shares for about $6.9 million, representing 31% of the preferred stock outstanding before the program, leaving 619,357 preferred shares outstanding as of September 14, 2026. Both repurchase programs remain authorized and open-ended, with future activity dependent on liquidity, market conditions, legal requirements and capital-allocation priorities.
FG Nexus Inc. received an amended Schedule 13G from Joseph H. Moglia and affiliated entities reporting beneficial ownership of its common stock. Moglia, through Moglia Capital LLC, beneficially owns 397,500 shares of common stock, all held by Moglia Capital LLC, for which he is managing member. Moglia Trust 1 holds 203,000 shares, and Moglia Trust 2 holds 30,000 shares.
The filing states that Joseph H. Moglia and Moglia Capital LLC each beneficially own 7.80% of the common stock class, Moglia Trust 1 owns 3.98%, and Moglia Trust 2 owns 0.59%. These percentages are based on 5,095,688 shares of FG Nexus common stock deemed outstanding as of August 7, 2026, as reported in the company’s Form 10-Q. The reporting persons have sole voting and dispositive power over their respective shares.
FG Nexus Inc. received an amended Schedule 13G from a group of Citadel-related entities and Kenneth Griffin reporting their beneficial ownership of its common stock. Citadel Advisors LLC, Citadel Advisors Holdings LP and Citadel GP LLC may each be deemed to beneficially own 198,059 Shares, or 3.5% of the outstanding Shares. Citadel Securities LLC may be deemed to beneficially own 3,458 Shares (0.1%), and each of Citadel Securities Group LP and Citadel Securities GP LLC may be deemed to beneficially own 42,965 Shares (0.7%). Mr. Griffin may be deemed to beneficially own 241,024 Shares, representing 4.2% of the Shares outstanding, based on 5,736,419 Shares outstanding as of June 5, 2026. All reported voting and dispositive powers are shared rather than sole.
Nexus Inc. is undergoing a major strategic shift away from digital assets toward a real-estate-anchored merchant banking model. For the six months ended June 30, 2026, it generated modest revenue of $0.5 million but reported a consolidated net loss of $56.9 million, driven mainly by discontinued digital asset operations and losses on equity holdings.
The company fully exited its ETH-based digital asset business, selling ETH for $61.0 million and recording a $15.0 million receivable collected in July, lifting cash to $24.9 million while total liabilities fell to $5.2 million. However, stockholders’ equity dropped to $64.1 million from $143.5 million, reflecting a $41.2 million loss on ETH, a $2.8 million impairment on wstETH, and an $11.2 million impairment on its Saltire equity method investment.
Nexus completed the sale of its reinsurance business (recognizing a $1.6 million gain), transferred legacy assets into a CVR trust, and is evaluating a potential business combination with FG Communities to build a larger affordable-housing real estate platform. It also executed substantial capital returns, repurchasing about 1.5 million common shares and 268,000 preferred shares in the first half of 2026, alongside a 1-for-5 reverse stock split effective February 2026.
FG Nexus Inc reports that institutional investor Vanguard entities have filed an amended beneficial ownership statement for its Common Stock. Vanguard Capital Management and certain affiliates report holdings with sole voting power over 43,280 shares and sole dispositive power over 343,274 shares, corresponding to a disclosed 5.98% of the class. Vanguard Total Stock Market Index Fund, organized in Delaware, is listed with 220,662 shares and a 3.84% stake. The filing explains that these figures reflect securities beneficially owned or deemed beneficially owned across specified Vanguard affiliates and funds, and confirms that no single other person has an interest in more than 5% of the securities referenced.
Cerminara Kyle reported acquisition or exercise transactions in this Form 4 filing.
FG Nexus Inc. CEO and Chairman Kyle Cerminara reported an award of 4,103 shares of common stock, issued at $0.00 per share as restricted stock units under the 2021 Equity Incentive Plan in lieu of cash director fees, all of which vested on the grant date. Following this award, he holds 51,026 shares directly, including 10,373 unvested RSUs granted on April 8, 2026 that vest in five equal annual instalments, and various indirect positions such as 105,993 shares via FG Financial Holdings LLC and 20,000 shares via Fundamental Global Holdings LLC. He is also associated with a warrant over 45,000 shares of common stock held indirectly through Cerminara Capital LLC, exercisable at $25.00 per share until September 5, 2035, while he disclaims beneficial ownership of certain affiliate-held shares except to the extent of his pecuniary interest.